The Securities and Exchange Board of India (SEBI) has released an updated Master Circular for Portfolio Managers, dated July 16, 2025. This circular consolidates all relevant guidelines and directions issued to Portfolio Managers up to March 31, 2025, for simplified access and compliance. It supersedes the prior Master Circular from June 07, 2024, incorporating subsequent circulars and ensuring consistent terminology. The new circular also rescinds specific older guidelines, as listed in its Appendix. SEBI clarifies that actions taken under previous circulars, such as registrations or investigations, remain valid under the corresponding provisions of this updated circular. This initiative, under Section 11(1) of the SEBI Act, aims to streamline regulation, protect investor interests, and promote market development. Portfolio Managers are required to adhere to the provisions and submit necessary reports as outlined in this Master Circular, which is accessible on SEBI’s website.
Securities and Exchange Board of India
Master Circular SEBI/HO/IMD/IMD-POD-1/P/CIR/ 2025/104 July 16, 2025
To,
All Portfolio Managers
Association of Portfolio Managers in India (‘APMI’)
Sir / Madam,
Subject: Master Circular for Portfolio Managers
A. For effective regulation of Portfolio Managers, the Securities and Exchange Board of India (“SEBI”) has been issuing various circulars from time to time. In order to enable the stakeholders to have an access to all the applicable requirements at one place, the provisions of the said circulars issued till March 31, 2024 were incorporated in the Master Circular for Portfolio Managers dated June 07, 2024.
B. Subsequently, various guidelines/directions were issued to Portfolio Managers by way of circulars/letters. In view of the same, the Master Circular dated June 07, 2024 has been updated to include all relevant circulars that were issued on/before March 31, 2025. The instant Master Circular supersedes the Master Circular for Portfolio Managers dated June 07, 2024.
C. Vide Master Circular for Portfolio Managers dated June 07, 2024, the guidelines/directions contained in the circulars listed out in the Appendix to that Master Circular were rescinded. In addition, with the issuance of this Master Circular, the guidelines/directions contained in the circulars listed out in Sr. Nos. 37-39 of the Appendix, to the extent they relate to the Portfolio Managers, shall stand rescinded.
D. With respect to the directions or other guidance issued by SEBI, as specifically applicable to Portfolio Managers, the same shall continue to remain in force in addition to the provisions of any other law for the time being in force. Terms not defined in this Master Circular shall have the same meaning as provided under the relevant Regulations.
E. The extant Master Circular is also updated to bring about consistency with respect to usage of the terms “Para”, “Paragraph” and “Clause” to refer to particular paragraphs of the Master Circular. To ensure consistency, the term “Paragraph/(s)” is used at all places, wherever such references are made.
F. Notwithstanding such rescission,
F1. anything done or any action taken or purported to have been done or taken under the rescinded circulars, including registrations or approvals granted, fees collected, registration suspended or cancelled, any inspection or investigation or enquiry or adjudication commenced or show cause notice issued prior to such rescission, shall be deemed to have been done or taken under the corresponding provisions of this Master Circular;
F2. any application made to SEBI under the rescinded circulars, prior to such rescission, and pending before it shall be deemed to have been made under the corresponding provisions of this Master Circular;
F3. the previous operation of the rescinded circulars or anything duly done or suffered thereunder, any right, privilege, obligation or liability acquired, accrued or incurred under the rescinded circulars, any penalty, incurred in respect of any violation committed against the rescinded circulars, or any investigation, legal proceeding or remedy in respect of any such right, privilege, obligation, liability, penalty as aforesaid, shall remain unaffected as if the rescinded circulars have never been rescinded;
G. Pursuant to issuance of this Master Circular, the entities which are required to ensure compliance with various provisions shall submit necessary reports as envisaged in this Master Circular on a periodic/ continuous basis.
H. This Master Circular is issued in exercise of powers conferred under Section 11(1) of the Securities and Exchange Board of India Act, 1992 to protect the interests of investors in securities and to promote the development of, and to regulate the securities market.
I. This Master Circular is available on the SEBI website at https://www.sebi.gov.in/ under the category “Legal -> Master Circulars”.
Yours faithfully,
Peter Mardi
Deputy General Manager
Investment Management Department
Tel: 022 – 26449233
Email: peterm@sebi.gov.in
